RWBY: Enter 555
by Spartan719
Summary: Makato is a freshman to the prestigious Beacon Academy with a secret that few people know. Watch as this young man tries to fit in at Beacon while at the same time defend against an evil corporation that's after a certain item of his. Something they've been looking for during the last 10 years.
1. The Red Swordsman

**AN: Alright guys, I've promised to do a Blade preview but unfortunately that's not going to happen because…let's just say that I found a new candidate that threw its hat into the ring. So, I'm going to offer you guys the next best thing…Faiz! Now, ShowTime!**

Disclaimer: I do not RWBY or Kamen Rider Faiz.

* * *

Chapter 1: The Red Swordsman

Humanity has been at war with the creatures of GRIMM as long time itself. Humanity, out of desperation, forged their only weapon to combat these creatures; Dust. With its power, Humanity not only pushed the creatures back but flourished into civilization. Rapidly modernizing in vehicles, technology, weapons, defense, and much more. Little did Humanity know…GRIMM was not the only thing that Humanity has to face but something far worse.

This is where our story begins.

* * *

_(10 years ago)_

_A little boy was running through a burning laboratory which was slowly collapsing. He had messy brown hair, blue eyes, and light skin. He also appeared to be seven years old. _

"_Mom! Where are you!?" He called. _

"_Makoto, I'm over here!" A voice said. Makoto went to that voice. He sees his mother but her legs were buried by rubble. Next to her was a tiny metal brief case with the logo of the company she worked for, Smart Brain._

"_Mom, don't worry, I'm here." Makoto said as he tried to get the rubble of her._

"_Makoto…" She started before getting the briefcase and passing it to him. "Here." Makoto took it and looked at it before directing his attention towards her._

"_Mom!" _

"_In that case is something really important. With your gifts, you can do something really important with it."_

"_Important?" Makoto soon saw more rubble fall. "Mom!"_

"_Now…go!" His mother said while pushing him away from her._

"_I'll entrust your fate…to Faiz." Before rubble collapsed on her completely. Makoto had a shocked looked on her face before crying._

"_Mom…" He started._

"_MOM!" Makoto roared out before transforming into a wolfish figure. He grabbed the case before looking at where his mother was one last time before leaving._

* * *

(Present)

An alarm clock went off and a lazy hand turned it off. The young man got up, revealing to be the 17 year old Makoto. He yawned and looked out the window. It was another beautiful day in Vale. He breathed it in before looking back at his stuff.

On his cabinet was the same briefcase his mother entrusted to him seven years ago. He looked at it before transforming his hand into a gray wolfish claw.

"I won't fail you, Mom." Makoto said before turning his arm back to normal. He soon did his usual morning routine before getting changed. He wore a black leather coat with red highlights and a hood, a black shirt, pants, and boots. He grabbed his case before moving out.

He soon got on his motorcycle and moved out. He was learning to be a Huntsman but couldn't really go to Signal. Ever since his mom's death, Smart Brain has been looking for him and the case so going to Signal might attract attention.

He stopped in the middle of the forest and got off his bike. He sat on a tree stump until…

"You're here early." A gruff voice said. Makoto looked at see a man in his middle ages who was wearing modern armor.

"No, you're just late, Hal." Makoto said. Hal was a family friend of Makoto's and a huntsman. He became his legal guardian and trainer after his mom died.

"Sorry, about that. I still don't get why you won't just attend Signal."

"Hal, you know that-."

"Smart Brain wouldn't look for you there. It's fortified and there are students just like you."

"Not exactly…" Makoto said while staring at his arm. He soon looked back at Hal and got up. "So anyways, I'm ready for our final lesson!" Makoto said.

"Ok, get your swords." Hal said and Makoto nodded. Makoto went for his motorcycle and grabbed one of the handlebars and withdrew it as a sword. It was red and almost lightsaber like. It was called the Faiz Edge.

Makoto twirled it around and got into a combat stance. Hal got his greatsword out before charging.

* * *

(Later)

Makoto was driving back to the city and was thinking about what Hal said to him.

* * *

"_Makoto, I taught you everything I know but…there's still a lot. You should head to beacon now since you're old enough."_

"_I don't know…" Hal placed his hand on Makoto's shoulder. _

"_Trust me, you're a lot safer there than in the city."_

* * *

'_Maybe I should go to Beacon but…' _Makoto thought. He soon stopped at a Dust shop. He wanted to modify his Faiz Edge to be a little bit more powerful when he's not using…it.

He parked his bike, sheathed his sword on his back, before going inside. He pulled up his hood and started looking around. He saw a newspaper before skimming it.

It was nothing new. Just some attacks made by Roman Torchwick and attacks made by the White Fang. Makoto was just reading it as some goons tried to hold up the store.

"Huh?"

Makoto looked behind to see a guard pointing a gun at him.

"Hand over everything you have! Now!" He demanded. Makoto sees that he and his men look just like Torchwick's goons from the paper.

Makoto just stared at him before giving him a powerful kick. The man was sent to the cashier. The leader signaled another goon to get him.

"Freeze!"

Makoto grabbed his neck and threw him out the window. Everyone looked at him, surprised. Makoto cracked his knuckles.

"Okay, so who's first?"

"Get him!" The leader ordered. Everyone charged and Makoto brought out his sword. He dodged one goon's attack before hitting him in the stomach with the hilt of his sword. He blocked another before slashing him across the chest, luckily it only wounded him.

Another man tried firing his gun making Makoto run out of the store while deflecting the shots with his sword. As he was deflecting the shots he notices the leader getting away. Makoto growled and charged at the shooter before giving him a sidekick to the face.

Makoto sheathed his sword and looked in the direction the leader went before getting on his bike and following. He drove where the man was before tackling him. The leader pushed him off.

"Damn it!" The leader muttered before mutating into a gray humanoid sting fish like creature. He summoned a staff before charging. Makoto blocked it with his sword.

"You're an Orphnoch!?"

"So you know of us, human. Let's see if you can join our fold." The Sting Fish Orphnoch said before kicking him away. Makoto flew back to his bike. Makoto looked at the case before opening it.

Inside were metal pieces, a manual, and a flip phone with some type of symbol on it. He soon formed a belt from the pieces, with something that looked like a camera and flashlight on the sides, and placed it on his waist but held the phone in his hand.

"Hmmm?" The Orphnoch started.

Makoto impaled his sword to the ground before pressing 5-5-5 on the phone then Enter.

"**STANDING BY!"**

A voice from the phone said before the phone made a beating noise. Makoto raised the arm carrying the phone.

"Henshin!"

He soon placed the phone into the slot next to the buckle and pushed it into the buckle itself.

**"COMPLETE!"**

Red neon lines surrounded his body until they engulfed him in a huge light and when they faded there was an armored figure in Makoto's place. He had a black bodysuit that had red lines painted on it, had silver metal chest armor and armored shoulder pads. His head was covered by a black helmet that had a pair of large glowing yellow eyes and short antennae. This was Kamen Rider Faiz.

Faiz flicked his right arm before grabbing his sword and charged. When he slashed the Sting Fish Orphnoch, it felt more pain then when it was just Makoto wielding it. The Orphnoch then fought back and Faiz was blocking every hit it offered.

Faiz soon kicked the Orphnoch away before getting his phone out and pressing 1-0-3 before transforming his phone into a gun.

"**SINGLE MODE!"**

As the Sting Fish Orphnoch charged Faiz fired his gun before dodging another hit from the staff. Faiz then kicked him from behind and fired the rest of his shots.

He then typed 2-7-9 then Enter.

"**CHARGE!"**

He placed the phone back in his belt before charging. Faiz dodged the staff before slashing the Orphnoch across the chest. The Orphnoch rolled on the floor.

"Strange, that you would be trying to steal Dust especially since you're working for Roman Torchwick; a human."

"It was just a means for an end. As if I would work for some mere human!" The Sting Fish Orphnoch yelled before charging again. Faiz blocked it with his sword before kicking him.

The Sting Fish Orphnoch looked at him before attempting to get away.

"As if." Faiz said as he got out his phone and typed 5-8-2-6 then Enter.

"**BATTLE MODE!"**

Faiz's bike soon transformed into a robot. Auto Vajin looked at where the Orphnoch was trying leave and got there before he did. The Auto Vajin then fired its Buster Wheel handgun. The Orphnoch flew back while Faiz walked to the robot. He pressed the button on the robot's chest.

"**VEHICLE MODE!"**

Auto Vajin soon transformed back into its bike form and Faiz walked to the wounded Orphnoch.

"Let's finish this." Faiz said as he impaled his sword to the ground. He grabbed what appears to be a flashlight and placed it on his anklet before putting the Mission Memory in.

"**READY!"**

He soon opened his phone from the belt and pressed Enter.

"**EXCEED CHARGE!"**

Energy transferred from his belt and into the Faiz Pointer. He jumped into the air with a sidekick position. When he did a laser fired from the Faiz Pointer and it aimed for the Orphnoch. The laser stopped and expanded to a huge energy cone. The tip was pointed at the Orphnoch's causing him to be paralyzed.

Faiz dove into the cone, turning into energy, and the drill struck the Orphnoch's chest. It tore right through him as Faiz reappeared behind the Orphnoch. A red glowing Phi symbol appeared on the Orphnoch for a few seconds before disappearing. The Orphnoch then burst into blue flames, exploded, and crumbled into dust.

Faiz got his phone out and pressed End Call. Then his neon lines glowed brightly and when it faded Makoto took his place. He looked around.

"No witnesses. Good." Makoto said but when he turned around he sees a man with messy gray hair, glasses, and a dark green suit.

"Good afternoon, young man." He greeted calmly. Makoto sweatdropped.

"Uhhh…hi."

"That was quite impressive for a young man like you."

"Thanks, Professor Ozpin." Makoto heard his name on the news a couple of times regarding Beacon Academy.

Ozpin motion him to follow and Makoto nodded before disassembling his belt and putting it back into the case. He sheathed his sword before following.

On the roof was a hood man in black coat. He saw everything and got on his phone.

"Kiba, it's Leo." Leo started.

"_What did you find?"_

"Faiz. This is his world."

"_I see."_

"I'll contact Dark Decade and try to make some allies here."

"_What about me?"_

"You just get ready for school tomorrow." Leo said. Ever since he and Kiba were revived by Dark Decade, they were sent here under the assumption that this was Faiz's world. When they heard about Beacon, they thought that Faiz might be there and Kiba enrolled as a new student. Dark Decade even altered his age a little to fit the role.

Leo, on the other hand, was trying to find allies in this world. He was also in the midst of making a deal with Roman Torchwick. Leo just let out a chuckle before leaving through a Gray Mirror.

* * *

(At the park)

Makoto and Ozpin were sitting at a bench with no one nearby.

"So you know my name but I have yet to learn yours." Ozpin started.

"Makoto…Inui."

"A pleasure to meet you, Makoto Inui."

"Likewise." Makoto nervously said.

"So tell me, where did you learn to fight like that?"

"I've been trained by a Hunter." Ozpin was slightly surprised.

"You didn't go to Signal?"

"No sir, I was worried about a certain someone trying to find me."

"Would it have to do with that armor I saw?" Makoto nodded. "What is it called?"

"Kamen Rider Faiz."

"That's…an unusual name."

"It was the designation on the armor. I use this to summon the armor." Makoto said, showing the case. "It's called the Faiz Gear."

"I see, what about the monster?"

"They're called Orphnochs. They claim to be the next stage of evolution."

"They were once human?"

"And Faunus, as well."

"And how did you get mixed up in all this?" Ozpin asked.

"That's a…long story and I prefer not to speak about it."

"Very well, also I happened to notice the Smart Brain logo on the case."

"You know Smart Brain?"

"In a way, they're one of the top competing corporations."

"They specialize in technology, more specifically weaponry." Makoto explained.

"And, that armor…you didn't get that out of fair play did you?"

"All you have to know is that this belt must not fall into the wrong hands. It's one of the reasons why I avoided Signal."

"I see."

"So, why do you fight against these…Orphnochs?"

"I made a promise." Makoto said in a sad tone.

"A promise? I see, I won't pry." Ozpin said. "But, it's not safe to be living alone like this either."

"What would you suggest?"

"Would you like to be a Hunter?"

"Huh!?" Makoto let out.

"Would you like to be a Hunter, Makoto Inui?" Makoto thought about it. This was the headmaster of Beacon Academy, he couldn't exactly say no and besides he was actually thinking about what Hal said to him. Maybe it was time to move on and he could keep the Gear safer there.

"Ozpin, you got yourself a Hunter." Makoto answered. Ozpin smiled.

"Good, I'll make the necessary preparations just arrive at the dry dock by tomorrow 7:30 a.m."

"Yes sir!" Makoto said. Ozpin soon left and Makoto sighed on the bench.

"Hal is gonna love this." Makoto muttered.

* * *

(At a warehouse)

Roman was smoking a cigarette and Leo was approaching him, with a Smart Brain case in hand. Roman looked at Leo.

"You promised me adequate workers and instead all I got was this!" Roman said looking at the footage of Faiz destroying the Sting Fish Orphnoch.

"Calm down, Roman. It's just one loss." Leo defended himself.

"Who is that anyways?" Roman wondered.

"Someone that me and a few other 'friends' of mine are looking for." Leo explained.

"Will he be trouble?"

"You let me take care of this." Leo stated.

"I don't really trust you but Smart Brain provides good equipment, you get me that and I'll provide you a cut from the Dust supply. 70-30." Roman offered.

"60-40."

"Fine, but this equipment better be worth it."

"It will, just don't expect me to get you out of every pickle." Leo stated before he left. Roman didn't fully trust Leo so he has to take some precautions. He looked at the footage before getting an idea.

* * *

(At a bar)

"Hahaha! You finally got accepted into Beacon!" Hal said.

"It wasn't intentional." Makoto pointed out.

"But still, though, great job! I'm sure your mother is proud of you!" Hal said as he drank his mug.

"Thanks." Makoto said.

"So, you feel like celebrating? I'll buy." Makoto chuckled.

"Thanks but I'd rather get in without the headache. I'll see you later."

"Ok, see yah, Makoto." Hal said as Makoto left the bar. He was walking to his bike but on his way he bumped into a girl. Makoto got a good look on her.

She was wearing a black and red dress with matching stockings and boots. She also wore a red cloak but she had her hood on so Makoto couldn't really see her face. She also had a belt with a grey rose pin and a cartridge.

"Sorry about that." Makoto apologized.

"Don't worry about it." The girl waved off before walking away. Makoto soon got on his bike and drove back to his apartment. Makoto soon spent most of the time packing up but kept the Gear case close with him.

Makoto got ready for tomorrow and got on his bed. He looked at his arm before it transformed again into a gray wolfish claw. Makoto looked at it and sighed.

"Well so much for being homeschooled. I just hope that no one notices." Makoto thought before turning his arm back. He grabbed the case and opened it before looking at the parts.

"Still can't believe I made it to Beacon. I just hope I can keep the Gear safe." Makoto said before closing the case and getting some shut eye.

* * *

(The next day)

Makoto was on the airship with several other people who were planning on attending Beacon. He kept the Gear case with him just in case but he did cover the logo so no one can get any funny business.

Makoto was looking around the ship and decided to start socializing. He didn't really have many friends other than Hal so if he's going to school he might as well start doing so.

He spotted a young man with a black robe but the hood was on. He was also wielding some sort of high tech sword and a small case. Makoto walked and stood beside him.

"Hey, you nervous?" Makoto asked. The hooded person looked at him.

"A little but this is kind of exciting though, isn't it?" He replied.

"Yeah, we're being trained to fight monsters. I'm Makoto Inui." Makoto introduced. The hooded man took off his hood revealing a young man around his age with brown hair and eyes.

"Yuji Kiba but everyone calls me Kiba."

"Nice to meet you, Kiba." Makoto examined him a little bit. "You don't look like you're from around here." Makoto observed.

"I just moved to Vale just a few months ago. I was a transfer student before being moved to Signal. What about you? I haven't seen you in Signal."

"Well, I was…homeschooled." Makoto said. Not a full lie but not the full truth.

"I see." Kiba said. Just then a hologram of blonde lady appeared. She had green eyes, glasses, and looked old enough to be one of the teachers.

"Hello, and welcome to Beacon!" The hologram greeted.

"Who's that?" Makoto asked Kiba.

"My name is Glynda Goodwitch."

"Oh."

"You are among a privileged few who have received the honor of being selected to attend this prestigious academy! Our world is experiencing an incredible time of peace, and as future Huntsmen and Huntresses, it is your duty to uphold it. You have demonstrated the courage needed for such a task, and now it is our turn to provide you with the knowledge and the training to protect our world." The hologram said before disappearing.

Everyone started admiring the view. Makoto and Kiba got a good look as well.

"Wow..." Makoto said.

"Indeed." Kiba said, agreeing with Makoto. They soon see a blonde guy who looked like he was about to puke.

"Looks like not everybody enjoys the view." Kiba stated.

"Yeah." Makoto stated before looking at Kiba. "I'm going to check out the rest of the ship. It was great meeting you, Kiba."

"Same here, I hope we have the same classes." Kiba said. When Makoto left, Kiba had a serious face on and stared at Makoto's case. Despite the logo being covered, Kiba recognized that case anywhere.

'_So this is this world's Faiz.' _Kiba thought. He soon looked at his case. He tore off the tape on it, revealing the Smart Brain logo. _'It appears that he is also this world's Inui. I have to wait for the right time to take him down but not like this.' _Kiba thought.

Ever since he and Leo arrived here, he noticed that humans are remarkably stronger here. Their skills and weapons could destroy Orphnochs without the Rider Gear. The only difference is that it would take a while.

He also thought of the other things he learned. When it comes to the Faunus, he didn't really have anything against them but he didn't like how they were being discriminated. His phone then rang and Kiba answered t.

"Leo?"

"_Hey."_

"Leo, I made contact with Faiz, Makoto Inui."

"_Inui? I see, anyways, I'm trying to get a hold of the Smart Brain of this world." _Kiba looked around and sees no one paying attention to him.

"You sure that's a good idea? We have the… belts but they haven't even created theirs yet. I doubt they would trust us."

"_Relax, I didn't contact them yet. And the gear I supplied to Roman only came from Dark Decade."_

"And the Orphnochs?"

"_This world has a few Orphnochs and if this Smart Brain is anything like ours then that shouldn't be a problem."_

"Good, but don't contact Smart Brain yet. Get some more info on them before we can work."

"_Yes, Mom." _Leo said in a sarcastic voice. _"Just keep an eye on Inui"_

"I know. Bye." Kiba said as he turned off the phone. He soon looked back at the window. He was in no rush so he just enjoyed the view.

* * *

(At the Smart Brain)

"Sir, we have a lead on the Gear." A secretary said. The CEO looked surprised.

"What do you have?" The secretary got on her Scroll and pulled up a video. It was of Faiz fighting the Sting Fish Orphnoch. "When was this handed to us?"

"Just recently by an anonymous caller."

"Do you know the location?"

"Vale." The CEO seemed to think for a little bit.

"Have Iron, Steel, and Collar team search the city but discreetly. And…send Cole there as well, he'll want to deal with this personally."

"Yes, sir." The secretary left the office. The CEO sat down. After ten years, he can finally finish the Rider Project. He was so close until he was betrayed.

The CEO smiled at Faiz's performance against the Sting Fish Orphnoch.

"Inui…you clever bitch."

* * *

**AN: There's my Faiz. Next one will be longer, I promise. Also, Makoto will be in a separate team from RWBY but his team and RWBY will meet multiple times. And I have decided who's going to be in that team. Another note, Makoto will only use the Faiz Gear if there's an Orphnoch or if he's really desperate. I don't want him to rely on the belt too much. The same thing applies to Kiba and the rest of the Faiz Riders.**

**Also, I haven't really decided on pairings yet so let me here your suggestions and I MIGHT put a poll up. Anyways, just review and comment on the story. Send any questions through the private messages. Don't forget to look at my other stories.**

**Okay, I'm done, goodnight.**


	2. Welcome to Beacon

**AN: Alright, guys, I'm back! I've held this project up for long enough so it's best that I update it now before I forget about it. Now, I bring to you…Faiz! Now, Showtime!**

Disclaimer: I do not own Kamen Rider 555 or RWBY except any OCs if mentioned.

* * *

Chapter 2: Welcome to Beacon

In the Smart Brains Headquarters, a man was training new recruits how to fight.

"That's right! I want to see you put those humans in their place!"

Just then, a young lady walks up to him.

"Mr. Rath, the CEO wishes to speak with you."

Cole nodded and followed the young lady into the office. Once there, she leaves them alone.

"You called me?"

"Yes." The CEO said before showing him a video file. Cole's eyes widened.

"Is that…?"

"Yes, the Faiz Gear that we've been missing for 10 years." He answered.

"Where was this taken?"

"In Vale, I'm sending a few teams, including you, to sweep the perimeter."

"Yes sir, should we…also check the schools there as well?"

"If there is no other place to check, then yes. But do it quietly." The CEO ordered.

"Understood." Cole nodded as he continues to listen regarding his new mission.

* * *

**(Play This Will Be the Day by Jeff Williams)**

**The song begins as Makoto looks over a cliff and in the bottom was a ruined facility with the Smart Brain logo. **

**{They see you as small and helpless. They see you as just a child. Surprise when they find out that a warrior will soon run wild.} As Makoto looks at the facility, in his shadow was the Wolf Orphnoch. He tightly grips the Faiz Gear in his hands as he remembered his mother's dying words. **

**As the wind blows past him, the title appears.**

**{Prepare for your greatest moments. Prepare for your finest hour. The dream that you've always dreamed is suddenly about to flower.} Kiba kneels before Dark Decade but there is obviously a troubled look on his face. Echo hides in the woods while gripping on to her weapons. Tiber looks at the city with his sniper before leaving his spot.**

**{We are lightning. Straying from the thunder. Miracles of ancient wonder.} We see an army of Grimm but they are replaced with an army of Orphnochs. We soon see Leo and Roman in front of a legion of goons. Then we see the members of Lucky Clover and in front of them is the mysterious CEO of Smart Brain. We soon see the members of Team MYTE in a circle, Makoto notices something before the four of them charged.**

**{This will be the day we've waited for. This will be the day we open up the door. } While fighting, we soon see the four in their Rider forms fighting the Orphnochs. **

**{I don't wanna hear your absolution. Hope you're ready for a revolution.} Then we see the members of Team JNPR looking at a statue in front of the school. We soon see Team RWBY practicing their weapons.**

**{Welcome to a world of new solutions. Welcome to a world of bloody evolution.} We see Ozpin, drinking his coffee, with Goodwitch next to him on an airship.**

**{In time, your hearts will open minds. A story will be told…} We see each member behind their respective symbols. Then we move in front of Beacon and see every character one by one with the last one being Makoto.**

**{Because victory is in a simple soul!} We soon see Faiz practicing his swords before stopping when the title appears.**

* * *

(In Beacon)

All the airships were docking and everyone was coming out, with the blonde kid who had motion sickness puking into a nearby trashcan.

Makoto and Kiba look at the Beacon and were impressed.

"This looks way better than Signal." Kiba said in his opinion. Makoto nodded in agreement and looked at all the different students walking past them. He notices Kiba's sword and was a very curious.

"Hey, out of curiosity, what's your weapon?"

"Oh? This? Just a simple sword/rifle but it can also be used for other things as well." Kiba said while looking at his Orga Stlanzer. When Dark Decade revived him, he gave him an upgraded version of the Orga Gear. "What about you?"

Makoto pulls out his Faiz Edge and shows it to Kiba.

"Just a laser sword but I can rev it up for it to generate more heat."

"Okay, also I'm going to explore the Academy a little bit, you want to come?" Kiba offered.

"No thank, you go on without me. I want to see some of the other new students here."

"Okay, see you later." Kiba said while walking away. While walking Kiba soon had a serious face on.

'_So he is Faiz.' _Kiba confirmed.

Makoto looked around and noticed two twins nearby; a boy and girl. The girl had short hair with blue highlights and blue eyes. She was wearing a black hoodie with blue stripes, a blue tanktop, black shorts with black tights on, and she a black combat boots. On her waist appears to be two katanas but the hilts were replaced with pistols. On the back of her hoodie was a white star in blue flame.

The boy had blue eyes and light skin. He couldn't tell how long his hair was since he wore a hat. He was also wearing a brown duster, carrying a lance on his back but it had scope and the back looked like the end of a sniper rifle, he was wearing a bandolier with a few bullets and pouches, and he had gray pants, brown shoes, and a gray shirt on. On the shoulder of his coat was an upside triangle that looked to be the style of a gun barrel.

Makoto walked up to him.

"Uh, hi." Makoto started.

The twins just stared at him.

"Well, interesting school, huh?" Makoto started.

"Yeah…I guess." The girl started.

"Hey now Sis, be kind." The boy said and offered his hand. "My name is Tiber Setimus and this is my sister, Echo." He introduced.

Makoto shook his hand.

"Makoto Inui. So you two from Vale?"

"You can say that." Tiber answered.

"What about you?" Echo asked.

"Well, I moved around a lot before finally settling in here." Makoto explained.

"Cool." He said.

"Hey, I never saw you around Signal before." Echo stated.

"Well, I've been homeschooled." Makoto lied.

"Homeschooled? So, what your mommy and daddy trained you or something?" Echo teased.

"Sis!"

"What?"

"I'm sorry, you see my sister isn't much of a…people's person." Tiber explained.

"It's cool." Makoto said.

"Well Makoto it was nice meeting you but we want to check out the rest of the place, if that's cool with you."

"Sure, I hope we have classes together." Makoto said before the twins left. Makoto looked around and sees a girl, whom he recognized from yesterday, being yelled out by the heiress of the Schnee Family, Weiss.

Weiss got a bottle from the case and shook it in front of the girl.

"Dust! Fire, water, lightning, energy!" Some of the dust soon went into the girl's nose.

"I...know." She said but she sounded like she was to sneeze.

"Are you even listening to me? Is any of this sinking in? What do you have to say for yourself!?"

Just then the girl sneezed which erupted to an explosion of flames, snowflakes, and electricity.

"Woah." Makoto said. He then sees Weiss still yelling at the girl but just as he was about intervene he sees a girl with black hair, yellow eyes, and a bow on top of her head doing it.

Makoto decided to lay back and watch this. Soon the girl in black just gave the Heiress a burn and Makoto chuckled a little bit but he soon sees the girl in red lying down after the one in black left.

"Maybe I should go help." Makoto said but before he went the guy that puked on the ship helped her up. "Well, I guess I'm not needed here." He said before wandering around the rest of the courtyard.

He soon heard ringing from the Faiz Phone and answered it.

"Hello?"

"_They're on to you."_

"What?"

"_I bumped into a few of their agents." _Hal said.

"But how?"

"_I'm looking into it but be careful. I don't think they sent anyone to the schools." _

"Got it, stay safe."

"_You too, kid." _Hal said before hanging up as did Makoto. Makoto wondered what happened, he covered his tracks well. At least they haven't checked the schools yet. Right now, he hoped that there aren't any Smart Brain agents here. He tightly gripped his case with the rest of the Gear in it before leaving.

* * *

(With Leo)

Leo just got back after being summoned by Dark Decade to help fight Decade and Kuuga. He was walking around Vale and recognized disguised Smart Brain agents in the area trying to get some information.

'_What the hell? I didn't contact them…Roman.' _Leo mentally cursed as he got to a nearby alley and placed his hood up. He opened his briefcase revealing a Gear similar to the Faiz Gear but it was more of a white version. And the phone had the Psi symbol on it.

Leo placed together his Gear and placed it around his waist with his phone in his hand. He walked out of the alley and sees the Smart Brain squad.

"Hey, assholes!" He called out. The leader looks at him and notices the belt.

"Where did you get that!?"

"That's none of your business, along with Faiz!" He said before pressing 3-1-5 then Enter on the phone.

"**STANDING BY!"**

Leo tossed it up in the air before catching it.

"Henshin!"

He placed the phone in the slot before pushing it towards the buckle.

"**COMPLETE!"**

Blue neon lines surrounded his body before a bright light engulfed him. When it faded, an armored person took his place.

He had a white bodysuit which is made from Luna Foam and his hard chest armor was made from Luna Metal. The Photon Streams Version 2 that resembled blood streams appeared on his armor as it generated Photon Blood. The Psyga Core is mounted at the chest of the armor. On his helmet, he had a pair of antennas on top of his head with a circular large eyepiece on its helmet. There were Photon terminals on both gauntlets and graves. And on his back was a jetpack. This was Kamen Rider Psyga.

"Let the games begin!" Psyga announced. Everyone was leaving the area except the squad.

"That isn't the Faiz armor! Where did you get that!?"

"Not important, listen I hate humans as much as the next person does so how about you leave the city and let me worry about Faiz." Psyga offered. "I won't offer you another chance."

"Men!" The leader said. They all got out red belts with an orange buckle with device that has the Smart Brain logo on but it was sticking out of the buckle. They placed them on.

"Henshin!" They all said before pushing the device into the buckle.

"**COMPLETE!"**

Holographic bronze armor appeared on their chests until a bright light engulfed them. When it faded they were replaced by armored figures. They had black bodysuits, bronze armor, grey circular visors, two fins on their helmets, and a steel mouthpiece.

"Men!" The leader commanded as they all drew out technological shortswords.

"So, they already have Riotrooper armor here then? Oh well, don't say I didn't warn you." Psyga said as he started flying and firing from his jetpack.

All the Riotroopers took cover behind cars and transformed their shortswords into guns and fired at him.

Psyga was evading them and continued firing. He even managed to get a few headshots. As he was firing, a Riotrooper manages to shoot his jetpack. Psyga was flying out of control so he withdrew his Psyga Tonfa Edges and got off the jetpack before landing on the ground.

He charged at the Riotroopers as they changed their guns back into shortswords.

Psyga slashed one in the chest and stabbed another in the heart. That Riotrooper bursts into blue flames before crumbling into dust.

Pysga continued hold his ground and knocked a Riotrooper on his knees before grabbing his head and snapping his neck. More Riotroopers charged at Psyga but he placed his Mission Memory in one of his Tonfa.

"**READY!"**

Psyga opened and pressed the Enter button on his phone.

"**EXCEED CHARGE!"**

Two blue lights from the phone soon traveled through Psyga's blue lines and into his arms.

Both of Psyga's tonfa were starting to glow blue before he charged and slashed through the two Riotroopers with them. A blue Psi symbol appeared on them before they exploded into blue flames and crumbled away as dust.

It was only just Psyga and the Riotrooper leader left. They both charged at each other as the leader ducked Psyga's tonfa and slashed him in the back. But Psyga retaliated back and lashed him in the chest. Psyga then did a spinning kick to the Riotrooper's helmet, making him drop his weapon. Psyga dropped one of his tonfa and pushed that Riotrooper against a wall.

"How do you know about the Faiz Gear!?" Psyga questioned.

"Why are you fighting for the humans!?"

"You got it wrong buddy, I hate humans. Now tell me!"

"We received video footage of Faiz."

"From who?"

"It was anonymous."

"And how many teams did you send!?"

"Three, including mine, and one Orphnoch."

"Who?"

"Sorry but that's all you'll get from me!" The Riotrooper said before pressing a button on his belt. It gave a red light before the Riotrooper exploded, sending Psyga flying and rolling on the floor.

He got up and took out the phone. He pressed End Call before reverting back to Leo. He looked around and hoped that no one saw that fight. But now, he had bigger problems to deal with.

He didn't want Smart Brain involved now but it appears it's too late for that. Leo took off his Psyga Driver and placed it in its case but kept the phone and both tonfa on him. He soon walked away with the intention of finding and speaking to Roman.

* * *

(At Beacon)

Makoto wandered into the main hall and sees Kiba. Kiba sees him and waved at him. Makoto walked up to him.

"So, what do you think of the school so far?"

"Interesting, along with the other students."

"You made some new friends?" Kiba asked.

"Something like that. First, I met a pair of twins and one of them liked me while the other didn't. Then, there was an explosion-."

"What?"

"It's a long story. What about you?"

"Nothing special really." Kiba responded. Just then two people behind them noticed Makoto.

"Hey, Makoto!" Tiber greeted while Echo just gave him a blank look.

"Oh hey! Kiba, these are the twins that I mentioned; Tiber and Echo."

Tiber offered his hand.

"Nice to meet you!"

"Likewise." Kiba said as he shook Tiber's hand and offered his hand to Echo. She just stared at him for a few seconds.

"Sis…"

Echo sighed and shook it.

"Nice to meet you." She said but with an unenthusiastic tone. Just then Professor Ozpin and Goodwitch appeared on the stands. Ozpin got on the microphone and started talking.

"I'll... keep this brief. You have traveled here today in search of knowledge - to hone your craft and acquire new skills, and when you have finished, you plan to dedicate your life to the protection of the people. But I look amongst you, and all I see is wasted energy, in need of purpose, direction. You assume knowledge will free you of this, but your time at this school will prove that knowledge can only carry you so far. It is up to you to take the first step." Ozpin said before leaving the stands.

Goodwitch went up next.

"You will gather in the ballroom tonight; tomorrow, your initiation begins. Be ready. You are dismissed." She said before leaving.

"Well…that was weird." Echo started.

"Yeah, something seemed off about him." Kiba said, agreeing with Echo.

"I guess he isn't used to speeches." Tiber concluded.

* * *

(With Leo)

Leo walked into the warehouse and sees Roman speaking on the phone. Leo approached him and Roman notices.

"Leo! How can I help you?"

"I've ran into some Smart Brain agents and apparently an anonymous figure sent them the footage of Faiz that I took yesterday." Leo said.

"Really? I can't imagine who." Roman said, while trying to play innocent.

"Don't bullshit me! I know it was you, you're the only person I showed that footage to."

"Look, our relationship is new and when you told me to let you take care of it, I couldn't be too sure." Roman explained. Leo was half tempted right now to transform into his Orphnoch form to beat some sense into him.

"Listen…" A new voice said. Leo turned around and sees a young woman with black hair, strange glowing eyes, and she was wearing a red dress.

"Who are you?" Leo asked.

"You can call me Cinder and I do apologize for Roman's instincts." Cinder said.

"Wait, you're taking his side!?" Roman said.

"Sometimes you have to play nice guy to get what you want." Cinder answered."Now…Leo, was it?"

Leo nodded.

"As Roman's…associate, I feel that's important for us to get to know each other." She explained. "And as a sign of good gesture, I'll even send people to take care of your Smart Brain problem."

Leo seemed to think about it until he snapped his fingers and a figure approached them. It was the Amradillo Orphnoch.

"He gets to come too." Leo said.

"Hmmm...do you have anything a little more…discreet?" Roman requested before the Orphnoch assumed his human form. "That's better."

* * *

(At night in Beacon)

Kiba was placing his stuff in his locker and started changing into his pajamas until the Orga phone rang. He answered it.

"Hello?"

"…"

"What!? Leo, if this is a joke-!"

"…"

"I see, how many teams have they sent?"

"…"

"Got it, I'll keep a close eye on school grounds then." Kiba said before hanging up.

Makoto was packing his own locker but was hesitant to place the Faiz Gear in there so he kept it with him and closed his locker. He was then in his pajamas before going to the ballroom to see most of the students asleep. Before he can find a place to sleep, he notices lights in the distance. He sees men with uniforms that he recognized.

"Oh, great." He said before rushing out with the case. Meanwhile the girl who exploded saw him leaving.

"What's up with him?" She wondered. She soon shook a sleeping blond girl. "Hey, sis, wake up."

"Don't forget…the little umbrella." She muttered in her sleep. Ruby sighed and looked at the way that Makoto came from.

"Might as well." She said before following. She sees him with a metallic belt on and a flip phone in his hands before hiding in a safe place. She soon hid as well.

"I can't believe I'm doing this." He said. He pressed 5-5-5 then Enter.

"**STANDING BY!"**

The men heard the noise.

"Come out! We know you're there!"

Makoto, however, just said…

"Henshin!"

He placed the phone in the buckle before pushing it in.

"**COMPLETE!"**

Makoto showed himself before red neon lines appeared throughout his body and the light from them engulfed his body. When the light faded, Faiz was in his place. Faiz flickered his right wirst.

"Oh, wow…" Ruby said. She had no idea armor like that existed and was fascinated by it but she remembered what was going on and remained quiet.

"Looking for this, boys?" Faiz asked, pointing at his belt. "Sorry but I'm not giving this up without a fight!"

"So be it! Men!"

They all got their belts out and placed them on.

"Henshin!"

They all pushed their buckles in.

"**COMPLETE!"**

They soon transformed into Riotroopers and withdrew their shortswords. "Let's hope that armor is more than just looks." Ruby whispered to herself.

Faiz grabbed his phone out and typed in 1-0-6 and transformed his phone into a blaster.

"**BURST MODE!"**

Faiz aimed and fired 3 round bursts at them. After firing four times he typed in 2-7-9.

"**CHARGE!"**

Faiz closed the phone and placed it back into his Riotroopers then charged and attempted to slash at Faiz. Faiz was dodging and soon grabbed the camera out. He placed it in his right fist and placed some type of card into it.

"**READY!"**

The camera soon became a wearable knuckle-duster as it became strapped to his wrist. He soon punched a Riotrooper in the face and punched another in the gut. He sees two more coming at him with their shortswords. Faiz blocked one of them with the Faiz Shot while he kicked the other away. He kicked the other one but not too far.

He soon ran up to him and repetitively punched him in the face and gut. He soon opened his phone and pressed the Enter button.

"**EXCEED CHARGE!"**

Energy tranferred from his belt and into his Faiz Shot. Faiz proceeded to punching him again and again. With one last punch the Riotrooper stumbled back and blue flames erupted from his body before exploding into dust. A red glowing Phi symbol appeared in the air before fading.

"OH MY GOD!" Ruby exclaimed causing her to place her hand on her mouth.

Faiz heard it before noticing Ruby with a surprise look underneath his helmet. Faiz was then hit by a Riotrooper's Axel Ray Gun, in its blade mode. Faiz rolled on the ground before getting up. He soon sees another one coming at him so he took out his phone and typed 1-0-3 before transforming it into a gun.

"**SINGLE MODE!"**

Instead of burst shots they were single shots that Faiz fired. Faiz fired 6 shots at the Riotrooper before he stumbled on the ground. He sees another comig at him and did the same. He quickly typed in 2-7-9 before turning it back into a phone and into the buckle.

"**CHARGE!"**

He soon opened the phone and pressed Enter.

"**EXCEED CHARGE!"**

Energy traveled into his fist again. He ran to the Riotrooper on his right before punching him straight into the jaw. He soon ran to the other one an punched him in the jaw as well. The two Riotroopers exploded as they flew. Faiz soon looked at the three remaining Riotroopers.

"Who's next?" Faiz asked.

"Get him!" The leader ordered before he and the others charged. Faiz got into a combat position before an armored figure dropped by. He had an all–black attire with gold linings as it is what they called the Omega Streams that carries the Photon Blood to generate the armor. Its bodysuit was made from Sol Foam while his hard chest armor, the Full Metal Lung, was created from Sol Metal as the red Orga Core is rested at the middle of the armor. The Photon Terminals are located at his gauntlets and greaves for attaching his weapons. He had a red Crystal Scope with head decoration on top of it. On his lower part of his armor, he also has the trench coat with gold linings on it. This was Kamen Rider Orga.

Faiz and Ruby just looked at him in awe as the Riotrooper leader pointed his sword at Orga.

"Who are you?" The leader demanded.

"Your worst nightmare." He simply replied before pulling out the Orga Stlanzer. Faiz's eyes widened as he recognized that sword. He plugged the Mission Memory in before pressing the Enter button on his Phone.

"**EXCEED CHARGE!"**

Enerry flowed into his gauntlet and his sword. His sword then had a huge crescent silhouette and swung it. When he did all three Riotroopers exploded. The sword returned to normal as Orga sheathed it.

"Wow." Ruby and Faiz said. Orga began to walk away.

"Hey."Faiz began. Orga stopped but did not look back. "Thank you." Orga looked at him. He took out his phone and pressed End Call. Orga soon reverted back into Kiba.

"Kiba." Faiz recognized but he soon heard moaning from the leader. Faiz approached the blue burning man. "Who sent you!?"

"You know who did…"

"I want a name."

"And you'll get it…but not from me." He said before succumbing to his wounds and crumbling away as dust.

Faiz took out his phone and pressed End Call before reverting back into Makoto. He walked up to Kiba.

"Kiba…"

"You're not the only one Smart Brain wants…" Kiba said but Ruby got in between them.

"Aren't you the girl that exploded this morning?"

"Yeah, I'm Ruby." She said.

"Makoto Inui."

"Yuji Kiba but please call me Kiba."

"So what's the deal with the armors? Who were those guys? And other weapons do they have?" Ruby asked.

"Actually…" Makoto looked at Kiba. "I want to know the same thing as well."

"We all have our secrets, Inui. Besides, I thought they came for me, not you." He lied before looking at Ruby. "Anyways, I think it's better if we explain this to you tomorrow." Ruby pouted.

"Aw~, but I want to know." Ruby said.

"Sorry, but you have to wait." Kiba said plainly before going back to the building.

* * *

(In Vale)

Cole has been trying to contact Steel and Collar team but they weren't responding to his calls. Soon they were approached by a group of Roman's goons.

"Gentlemen, can I help you?" Cole started off.

A man walked from the crowd and showed himself.

"We would like to know…what business does Smart Brain have here?"

"Why would you want to know?"

"Well considering some of Smart Brain's advanced weaponry, I was thinking that maybe we could take it for ourselves."

"As if, look we're only here looking for something. I'd rather go home after a quick and easy job, don't you think? Any information you have, we'll pay for it."

"Actually, we have something different in mind." The man said as the goons pulled out their swords and the man transformed into the Armadillo Orphnoch.

"I see. Men." Cole said and the men got the belts on.

"Henshin!"

They placed their devices into their belt buckles.

"**COMPLETE!"**

They transformed into Riotroopers while Cole transformed into the Tiger Orphnoch. The two groups soon charged at each other with the two Orphnochs going at each other.

The henchmen were fighting themselves, while the Tiger Orphnoch disarmed the Armadillo Orphnoch of his sword and started shielding himself.

"So why are you working for the damn humans!?" The Tiger Orphnoch asked before disarming the Armadillo Orphnoch of his shield and slashing against his chest.

"I'm only following orders!" He answered before getting his sword and slashing the Tiger Orphnoch but the sword barely did much damage.

"By who?"

"People who are higher than Smart Brain!" He said before charging with his sword. But the Tiger Orphnoch stepped out of the way before slashing him in the back with his claws.

"Is that so, traitor? Very well, looks like you have a lot to tell me." He said before dodging the Armadillo Orphnoch's sword.

The Tiger Orphnoch then scratched him away multiple times, making him drop his sword. The Armadillo Orphoch stumbled as the Tiger Orphnoch picked up the sword and stabbed him with it.

The Armadillo Orphnoch soon bursts into blue flames before exploding and crumbling away as dust.

Just then the police sirens can be heard and everyone began evacuating the vicinity. Once at a safe place, the Tiger Orphnoch reverted back to Cole and the remaining Riotroopers reverted back into civilian forms as well. Cole approached one of them.

"How many casualties?"

"We lost Samuel and Carter, sir."

"I see and it appears we aren't the only ones looking for the Faiz Gear." Cole observed. "We'll fall back for now and we might have to look into why Roman's goons are out for us." Cole said before getting on the phone. "It's me."

"…"

"No, but we were attacked by Roman's goons and an Orphnoch."

"…"

"I don't know but I think they know about the Faiz Gear."

"…"

"I know sir, but I don't want anyone from Lucky Clover here just yet. Instead…I think it's time we test out the new prototype.

"…"

"I know but think of it as way of gathering data for improvements."

"…"

"Understood, I'll be waiting for it…the Kaixa Gear." Cole said before hanging up.

* * *

(Morning at Beacon)

It was breakfast time and everyone was eating pancakes. Makoto and Kiba were staring at each other, their Rider Gears next to them on the table, and they haven't touched their food.

"You've been staring at me for a long time, Inui. Wouldn't you want breakfast first?"

"Don't play any of that bullshit with me, how did you get that Gear from Smart Brain?"

"Straight to the point, all you have to know is that, I don't really like Smart Brain here." Kiba answered. While he was against humans, he didn't exactly trust the Smart Brain of this world.

"And the Gear?"

"I can ask the same about yours." Kiba answered.

"Then, answer this, are you what I think you are?"

Kiba smiled and placed his arm out and it transformed into a grayish claw. It quickly turned back as Kiba pulls it back and looks around before anyone notices.

"You?" Kiba asked back.

Makoto did the same thing and quickly pulled it back, hoping no one noticed.

"I see." Kiba said. Makoto was about to say something until…

"Hey, guys!"

The two boys looked to see Ruby.

"Morning, Rose." Kiba greeted.

"Morning." Makoto greeted as well.

Ruby noticed their untouched food.

"Is this about what happened last night?" She asked.

"You can say that." Kiba answered.

"Good." Ruby said as she sat down next to them. "Because you guys owe me some answers, remember?"

Makoto sighed.

"Okay, what do you want to know?"

* * *

**AN: There's my long awaited updated chapter of Faiz. Also I've made a few upgrades to the Gears, such as the Phones working as updated Phones and a few other surprises as well. My OCs, Echo and Tiber, are based off the OCs that I use in Hibiki; May and Jay. Anyways, let me know what you think in the reviews, send me any questions or comments you have in the private messages, and don't be afraid to check out my other stories. Alright, I'm done, goodnight.**


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